UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry Into a Material Definitive Agreement
The information in this Current Report on Form 8-K (this “Report”) set forth under Item 2.03 is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
Third Amendment to Katmandu Ventures Loan Agreement
On November 27, 2024, the Falcon’s Beyond Global, Inc. (the “Company”), through Falcon’s Beyond Global, LLC (“Falcon’s OpCo”), entered into a third amendment to the Katmandu Ventures Loan Agreement (the “Third Amendment to Katmandu Ventures Loan Agreement”) with Katmandu Ventures, LLC (“Katmandu Ventures”), a greater than 10% shareholder of the Company, and FAST Sponsor II LLC (“FAST Sponsor”). The Third Amendment to Katmandu Ventures Loan Agreement amends the term loan agreement, dated March 28, 2024, as amended June 14, 2024 and October 18, 2024, between Falcon’s OpCo and Katmandu Ventures and FAST Sponsor (the “Katmandu Ventures Loan Agreement”).
The Third Amendment to Katmandu Ventures Loan Agreement amends the repayment schedule, amends the maturity date to February 28, 2025, and increases the interest rate from and after November 16, 2024 to accrue at a fixed rate of 11.75% per annum, and makes the loan immediately due and payable within five business days upon the receipt of funds from the completion of an asset sale or upon the receipt of third-party financing.
Third Amendment to Universal Kat Loan Agreement
On November 27, 2024, the Company, through Falcon’s OpCo, entered into a third amendment to the Universal Kat Loan Agreement (the “Third Amendment to Universal Kat Loan Agreement”) with FAST Sponsor. The Third Amendment to Universal Kat Loan Agreement amends the term loan agreement, dated March 22, 2024, as amended June 14, 2024 and October 18, 2024, between Falcon’s OpCo and FAST Sponsor (the “Universal Kat Loan Agreement”).
The Third Amendment to Universal Kat Loan Agreement amends the repayment schedule, amends the maturity date to February 28, 2025, increases the interest rate from and after November 16, 2024 to accrue at a fixed rate of 11.75% per annum, and makes the loan immediately due and payable within five business days upon the receipt of funds from the completion of an asset sale or upon the receipt of third-party financing. If the asset sale transaction is not completed on or before January 31, 2025, then the lenders will be paid $250,000, and if the asset sale is not completed on or before February 28, 2025, then the lenders will be paid an additional $250,000.
The foregoing descriptions of the Third Amendment to Katmandu Ventures Loan Agreement and Third Amendment to Universal Kat Loan Agreement do not purport to be complete and are qualified in their entirety by reference to the respective agreements, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Report and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | |
| 10.1* | Third Amendment to Katmandu Loan Agreement, dated as of November 27, 2024, entered into by and among Falcon’s Beyond Global, LLC, Katmandu Ventures, LLC and FAST Sponsor II LLC. | |
| 10.2* | Third Amendment to Universal Kat Loan Agreement, dated as of November 27, 2024, entered into by and among Falcon’s Beyond Global, LLC, Universal Kat Holdings, LLC and FAST Sponsor II LLC. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 27, 2024 | FALCON’S BEYOND GLOBAL, INC. | |
| By: | /s/ Bruce A. Brown | |
| Name: | Bruce A. Brown | |
| Title: | Chief Legal Officer & Corporate Secretary | |
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